Item
4.01
|
Changes
in Registrant’s Certifying Accountant
|
(a)
Previous independent accountants
1.
Effective July 18, 2017, the Board of Directors of Asia Properties, Inc., (the “Company”) notified WeldAsia Associates,
(“WeldAsia”) the Company’s auditor, that it was terminating its engagement of WeldAsia as the Company auditor
a.
The Company engaged WeldAsia on March 22, 2015. During the period March 22, 2015 to July 18, 2017, there were no disagreements
with WeldAsia on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure,
which, if not resolved to WeldAsia’s satisfaction, would have caused the auditor to make reference to the subject matter
of the disagreement in connection with his report.
b.
During the period from March 22, 2015 to July 18, 2017 there have been no reportable events (as defined in Regulation S-K Item
304(a)(1)(v)).
c.
During the period from March 22, 2015 to July 18, 2017, WeldAsia did not advise the Company that the internal controls necessary
for the Company to develop reliable financial statements did not exist.
d.
During the period from March 22, 2015 to July 18, 2017, WeldAsia did not advise the Company that any information had come to their
attention which had led them to no longer be able to rely on management’s representation, or that had made WeldAsia unwilling
to be associated with the financial statements prepared by management.
e.
The reports by WeldAsia on the Company’s financial statements that were issued during the period from March 22, 2015 to
July 18, 2017 did not contain an adverse opinion or disclaimer of opinion, nor were they qualified or modified as to uncertainty,
audit scope, or accounting principles, except that WeldAsia reports on the Company’s financial statements issued during
the period from March 22, 2015 to July 18, 2017 contained an explanatory paragraph, which noted that there was substantial doubt
about the Company’s ability to continue as a going concern.
f.
During the period from March 22, 2015 to July 18, 2017, WeldAsia did not advise the Company that the scope of any audit needed
to be expanded significantly or that more investigation was necessary.
g.
During the period from March 22, 2015 to July 18, 2017, WeldAsia did not advise the Company that there was any information which
the accountant concluded would materially impact the fairness and reliability of either (i) a previously issued audit report or
the underlying financial statements, or (ii) the financial statements issued or to be issued covering the fiscal period(s) subsequent
to the date of the most recent financial statements covered by an audit report (including information that, unless resolved to
the accountant’s satisfaction, would prevent it from rendering an unqualified audit report on those financial statements.
h.
The Company provided WeldAsia with a copy of this disclosure set forth under this Item 4.01 and requested WeldAsia to furnish
a letter addressed to the Securities & Exchange Commission stating whether or not it agrees with the above statements. We
have not yet received this letter. Immediately upon receipt we will file an amendment to this Form 8-K and include the letter
as an exhibit
(b)
New independent accountants
Effective
July 18, 2017 the Company engaged SRCO Professional Corporation Chartered Professional Accountants (“SCRO”) as its
new independent accountants. Prior to July 18, 2017:
(
i) no consultations occurred between the Company and SRCO during
the period commencing July 18, 2017 regarding either (i) the application of accounting principles to a specific completed or contemplated
transaction, the type of audit opinion that might be rendered regarding the Company’s financial statements, or other information
provided that was an important factor considered by the Company in reaching a decision as to an accounting, auditing, or financial
reporting issue, or (ii) any matter that was either the subject of disagreement as defined in Item 304(a) (1)(iv) of Regulation
S-K and the related instructions or a reportable event requiring disclosure pursuant to Item 304(a)(1)(iv) of Regulation S-K.